Genelux (GNLX) Insider Grant: 26,230 RSUs; 34,770 Options at $3.64

Rhea-AI Filing Summary

Genelux Corporation (GNLX) insider Ralph Smalling received equity awards on 08/27/2025. The filing shows an award of 26,230 restricted stock units (RSUs) granted under the 2022 Equity Incentive Plan that vest 25% after one year and thereafter in 12 equal quarterly installments. Concurrently, Mr. Smalling was granted a stock option to buy 34,770 shares at a $3.64 exercise price; the option vests 25% after one year and the remainder in 36 equal monthly installments and expires 08/26/2035. After these transactions Mr. Smalling beneficially owns 60,990 shares of common stock and holds options for 34,770 shares.

Positive

• 26,230 RSUs granted under the 2022 Equity Incentive Plan with clear vesting schedule
• 34,770 stock option granted at a $3.64 exercise price with multi-year expiry (08/26/2035) and defined vesting

Negative

• None.

Insights

Financial Analyst

TL;DR: Insider equity grants align compensation with future performance but represent standard incentive vesting schedules.

The Form 4 documents non-cash compensation: 26,230 RSUs and a 34,770-share option at a $3.64 strike. Vesting schedules are time-based with initial 25% cliff then periodic vesting, and the option expires in 2035, indicating multi-year retention incentives. The immediate reported economic impact is limited because RSUs are unvested and options are out-of-the-money or in-the-money only relative to current market price (not provided in this filing). This is a routine insider award rather than an open-market purchase or sale.

Corporate Governance Expert

TL;DR: Grant structure follows common governance practice to retain executives via time-based vesting.

Details show use of the 2022 Equity Incentive Plan and standard vesting: 25% at one year then quarterly or monthly installments. The award types—RSUs and an option with a defined strike and 2035 expiration—are typical retention tools. The filing is informational and does not indicate acceleration clauses, sales, or transfers. Material governance considerations would require plan terms and historical grant practices, which are not included in this Form 4.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Smalling Ralph

(Last) (First) (Middle)

C/O GENELUX CORPORATION

2625 TOWNSGATE ROAD, SUITE 230

(Street)

WESTLAKE VILLAGE CA 91361

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GENELUX Corp [ GNLX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Head of Regulatory

3. Date of Earliest Transaction (Month/Day/Year)
08/27/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/27/2025		A(1)		26,230	A	$0	60,990	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$3.64	08/27/2025		A		34,770		(2)	08/26/2035	Common stock	34,770	$0	34,770	D

Explanation of Responses:

1. Represents restricted stock units ("RSUs") granted pursuant to the Issuer's 2022 Equity Incentive Plan. Each RSU represents the contingent right to receive one share of common stock upon vesting. The RSUs will vest 25% on the first anniversary of the date of grant, and the remaining shares shall vest in 12 equal quarterly (every 3 months) installments thereafter.

2. The shares subject to the option will vest 25% on the first anniversary of the date of grant, and the remaining shares shall vest in 36 equal monthly installments thereafter.

	/s/ Ralph Smalling	08/29/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What equity did Ralph Smalling receive according to the GNLX Form 4?

The Form 4 reports 26,230 restricted stock units (RSUs) and a 34,770-share stock option with a $3.64 exercise price.

When do the RSUs and options vest for the GNLX reporting person?

Both awards vest 25% on the first anniversary of the grant; RSUs then vest quarterly over the following year and the option vests in 36 equal monthly installments thereafter.

How many shares does Ralph Smalling beneficially own after the reported transactions?

The filing states 60,990 shares of common stock beneficially owned following the reported transactions and 34,770 options outstanding.

What is the expiration date of the stock option reported on the Form 4?

The stock option expires on 08/26/2035.

Were any shares sold or disposed of in this Form 4 filing for GNLX?

No dispositions are reported; the Form 4 shows acquisitions: RSUs and a stock option on 08/27/2025.